Trustees reject final AC3 offer, Antioch College to close

In what appears to be the final act of the long, complex and heartwrenching saga around efforts to save Antioch College, the Antioch University Board of Trustees on Thursday, May 8, rejected the offer of the Antioch College Continuation Corporation, or AC3, of almost $16 million to keep the college open. In a press statement the board reaffirmed its decision to suspend operations at the college by June 30.

“This is a sad day not only for Antioch, but for everyone who cares about progressive education in this country,” said AC3 co-chair Frances Degen Horowitz in a press release from the AC3. “This was a remarkably generous and well-intentioned offer by an experienced and supportive group of alumni, seven of whom are former University trustees. Our proposal was not only a brilliant solution to save Antioch College — it would also have provided Antioch University with critical resources and expertise.”

In the university’s press release, Board Chair Art Zucker stated, “The spirit of Antioch lives on in Antioch University. While we remain committed to renewing the operation of Antioch College in a workable model for the 21st century, we continue to serve Antioch’s education mission through the remaining five campuses unaffected by Antioch College’s temporary closing.”

The AC3 was shocked by the trustees’ rejection of their proposal, because a week before, on April 28, the trustees had voted to accept the AC3 proposal in a vote not made public at that time, according to AC3 co-chair Eric Bates on Friday. What remained to be worked out seemed minor details, not deal-breaking issues, he said.

“It’s hard not to be shocked about something that appeared to have been settled a week earlier and hadn’t been changed substantively,” he said. “What’s tragic is that it appears the will of the majority of the board has been successfully thwarted by the board’s own leadership.”

According to Trustee Dan Fallon on Friday, the trustees on May 8 rejected the AC3 offer because an AC3 counterproposal to a board proposal that week tipped the balance to a board that was “worried about whether they had exercised fiduciary responsibility for the university. At a point when trust and confidence were relatively low, the AC3 counterproposal seemed aimed at having power and control, and the risks no longer seemed worth it.”

The AC3’s efforts to save the college are now done, according to Bates.

“We have been close to an agreement for some time. We have offered a number of creative suggestions that have been repeatedly rejected,” he said. “You can’t reach an agreement with someone who doesn’t want to reach an agreement, it’s apparent that the university isn’t interested.”

The AC3 is composed of former university trustees and major donors, including Bates, Horowitz, David Goodman, Terry Herndon, Catherine Jordan, Laura Markham, Lee Morgan, Steve Schwerner and Barbara Winslow.

Past leaders respond

Two past leaders of Antioch University stated this week that they are dismayed by the university trustees’ rejection of the AC3 proposal.

“I think it was the wrong decision,” said Bob Krinsky, who served on the university board of trustees for 20 years and was board chair for nine years, until 2002. He worked closely with the AC3, Krinsky said, and though some of its members were individuals with whom he didn’t always agree as a trustee, “We came together very well around this. It’s a group for whom I have huge respect.”

The AC3 tried repeatedly to assure the tustees that the proposal would benefit both the college and the university, but “no matter how many times we said it, there were more roadblocks,” he said.

Former university board chair Dan Kaplan, who served on the board for 11 years, and was board chair from 2002 to 2005, said that he was “tremendously disappointed that the board did not respond positively to a great offer. I’m astounded, disappointed and heartbroken.”

It seems unlikely that the college will reopen, Kaplan said, because the current trustees turned their back on the huge effort the alumni made in the past year to save their college.

“To succeed, you need the alumni in the mix, and what the board has done in some ways is to break the backs of the alumni. The alumni gave us their best, and this was an amazing offer,” he said. “I’m shaking my head.”

ACCC proposal

In addition to the almost $16 million promised to the college and the university — $9.5 million upfront for the college and $6 million for the other university campuses, over six years — the AC3 proposal included several components aimed at protecting the other five university campuses, according to the AC3 press release. These components include ensuring that the eventual separation of Antioch College would be done in a manner that protects the university’s accreditation and financial security, the ending of university campuses’ subsidies to the college, the implementation of separate governing boards for each campus, the initiation of a fundraising campaign to raise an additional $100 million for the college and a commitment to assist the other campuses in fundraising, according to the AC3 statement.

AC3 member Lee Morgan, the grandson of former college president Arthur Morgan, had committed to volunteering half time for the next year to work on fundraising for the college. AC3 co-chair Horowitz, president emerita of the Graduate Center of the City University of New York, had offered to volunteer full time during the summer to serve as chief transition officer for the college.

The AC3 proposal would have changed the configuration of the current university board of trustees. Eleven current trustees would resign, and eight seats would be chosen by the AC3, eight by the current trustees, and four seats would be filled with persons chosen by both groups. This change in the board was necessary because it was the only way to ensure that Antioch College could have continued operations next fall, since the college would not have to gain new accreditation, Bates said in previous interviews.

Points of contention

According to Bates and Zucker in separate interviews on Friday, the trustees rejected the AC3’s proposal on May 8 because the trustees considered an AC3-suggested change in board personnel to be threatening to the university structure, while the AC3 considered this change to be minor. In its previous vote on April 28, the trustees had already voted in favor of the AC3 proposal and agreed to the overall change in the board’s configuration.

According to Bates, while the trustees and the AC3 had after much deliberation previously agreed on Frances Horowitz, Lee Morgan, Dan Fallon, and Al Denman as the four trustees jointly selected by the AC3 and the current trustees, after April 28 the trustees requested that Denman’s seat be occupied instead by trustee emerita Lillian Lovelace.

According to Bates, the AC3 was surprised by that proposal because Denman had originally been suggested by Fallon and was assumed to have been approved by the trustees. It was very difficult to go back to the AC3 with a new change after the group felt it had already accomodated a variety of unexpected changes, he said.

“Every time we addressed their concerns, there were more concerns,” he said.

The AC3, after interviewing Lovelace, agreed to her taking a seat on the board but offered what they considered a minor counter proposal. They suggested that Lovelace take Fallon’s place as one of the four jointly selected board members, and that Denman stay on the board. The AC3 suggested that Fallon could stay on the board as one of the current trustees’ eight choices.

This counterproposal by the AC3 was described in the May 9 press release as having sparked the losing vote against the AC3 proposal because “it would have placed the Antioch University system in jeopardy.” The trustees’ suggestion for replacing Denman with Lovelace was described as “one minor change.”

In response, Bates stated on Friday, “to describe their suggestion as minimal and ours as university-destroying is specious at best.”

The current trustees had never identified who their choices for the eight seats would be, Bates said. The AC3 had identified their choices as Karen Mulhauser, David Goodman, Bob Krinsky (until July 1, when Barbara Winslow would be able to take a seat), Bates, Laura Markham, Steve Schwerner, Catherine Jordan and Zelda Gamson.

The university press release also identified as deal-breakers that the AC3 “did not provide enough detail to indicate how the college could remain open beyond the first year, including academic and business plans.”

In response, Bates said that he and Horowitz had met 14 times in the previous three weeks as a “liason group” with Fallon and Zucker in an attempt to iron out any remaining obstacles to the proposal, and that these issues had never come up. The AC3 had presented the trustees with a business plan with a five-year forecast, he said, and had not been asked for an academic plan.

“How could they have such profound unresolved issues and give us no indication? What were Francis and I doing there?” he said.

In response to why these issues had not been raised when they met with Bates and Horowitz, Fallon said he had no response. According to Zucker, “whether it came up or not is certainly not germane.”

Bates also questioned why a summary of concerns and questions regarding the AC3 proposal from the university lawyers, which were submitted to the trustees the day before the May 8 vote, were not shared with the AC3 so that they could respond.

According to Zucker, the lawyers’ concerns were “internal documents” and would not be appropriate to share with the AC3. (See www.TheAntiochPapers.org for the complete documents.)

According to Zucker, the board also required financial “benchmarks” that the AC3 did not provide, and the AC3’s promise of $9.5 million in cash was not enough to assure the trustees that the college would be financially viable. The $6 million promised to other university campuses was only in pledges, he said, so that the trustees did not feel they could count on it.

“There was no secure source of cash,” he said.

According to Bates this week, the trustee negotiators had not raised the topic of “benchmarks” with the AC3.

Chancellor responds

In an interview on Tuesday, Chancellor Toni Murdock stated that the deal with the AC3 fell through because “we have always stated that we need firewalls to protect the university” and the AC3 did not offer them.

Asked what a firewall consists of, Murdock stated that the university needed an additional $9 million by December, on top of the $9.5 million that the AC3 promised.

“There needs to be enough money put up front to ensure that the college would have the money to run not only one year, but also the year after that,” she said.

In an interview Tuesday, Bates said that the trustee negotiators had discussed the need for firewalls but had never specified that the AC3 needed an additional $9 million by December.

She and the board of trustees plan to move ahead with a plan to reopen the college in the future, Murdock said, stating that the board has not yet developed a plan for the college but will do so soon.

“There is a strong commitment on the part of the board that we will go forward,” she said.

Alumni support is critical to the success of a reopened college, Murdock said, and she believes that alumni will support a new Antioch even though the plan they backed was rejected.

“Many alumni are now disgruntled but they will come back,” she said, stating that some alumni have maintained support for the university throughout the past year.

In response on Tuesday, Ellen Borgersen, acting president of the alumni-sponsored College Revival Fund, which raised over $19 million the past year, said that Murdock is wrong.

“Alumni are not disgruntled. Alumni are enraged,” she said. “We will not come back to the university. The university has proved that it has contempt for Antioch’s core values.”

In her travels around the country and speaking to alumni groups, she has not yet found one alum who supports the university’s action, Borgersen said.

Treichler leaves board

On Friday, Fallon and Zucker said they could not say what the trustees’ May 8 vote had been, nor would they reveal how many trustees had voted.

“Some people were not able to attend, and that’s fairly common. It was a good representation,” Zucker said. “These are board matters and not public.”

One person who had not voted May 8 was trustee Paula Treichler, an advocate for saving the college who had stepped down earlier in the day from the board.

“She felt she didn’t have any other option,” according to Treichler’s husband, Cary Nelson, in an interview Friday.

Treichler’s action followed a week of turmoil regarding university concerns about confidentiality on the board of directors. After the trustees’ vote April 28, information surfaced in a faculty e-mail that university leaders believed had come from someone present at the board conference call. The leak was traced to a recent Antioch College graduate who had called Treichler after the vote; however, on Sunday Treichler said that the information in the faculty e-mail had not been discussed at the board meeting, and had not come from her.

But Treichler had spoken on the phone to the young woman following the April 28 board meeting. According to Nelson, Treichler intended to reassure the graduate that there was hope for the college, and she did not know that the young woman was standing with a group of faculty members, who were also told of the board’s action.

University leaders became very upset about the leak, according to Nelson, and stated that they would not take a vote on the AC3 proposal until the person responsible stepped down from the board. After conferring with AC3 leaders, who emphasized the need for such a vote, Treichler stepped down from the board on May 8. She had requested that she be allowed to vote on the AC3 proposal and then step down, but her request was denied, Nelson said.

Treichler grew up in Yellow Springs, and her parents were both employed by the college. Her mother, Jessie Treichler, was an administrator who led an effort that brought to campus African-American students, including Coretta Scott, later Coretta Scott King, to Antioch.

In a letter to the editor on page 4 of this issue, Treichler stated that “As the full story of these negotiations, hidden agendas, and squandered opportunities emerges over the coming months — and it will — we will have to conclude that the actions and decision of this university administration and this university board of trustees have been among the most unethical, academically and economically irresponsible, incompetent and politically cowardly in the history of American higher education.”